Runkel Mark G. 4

What Happened

Mark G. Runkel, Vice Chair of US Bancorp (USB), exercised stock options on Feb 6, 2026 to acquire 15,339 shares at an exercise price of $55.01 (cost = $843,798). On the same day he sold 32,195 shares in an open-market transaction for a weighted average price of $60.65, generating proceeds of about $1,952,562. The filing also reports a derivative disposition of 15,339 shares at $0 (see Key Details / Footnotes).

Key Details

• Transaction date: 2026-02-06; Form 4 filed: 2026-02-09 (timely within reporting window).
• Option exercise (code M): 15,339 shares acquired at $55.01 — total reported cost $843,798.
• Open-market sale (code S): 32,195 shares sold at a weighted avg $60.65 (range $60.630–$60.661) — proceeds ~$1,952,562. (Footnote F1: prices in that narrow range.)
• Derivative disposition (code M entry shown as disposed at $0): 15,339 shares marked as disposed at $0 (Footnotes F2/F3 explain plan and vesting).
• Shares owned after the transactions: not disclosed in the supplied filing details.
• Footnotes: F1 = sale price was a weighted average (range provided); F2 = references a plan report dated Feb 2, 2026; F3 = options vested in four equal installments beginning Feb 16, 2018.

Context

• Code summary: M = option exercise/conversion; S = open-market sale. The filing shows an option exercise and concurrent selling activity; selling more shares (32,195) than were acquired by exercise (15,339) indicates the sales included previously held shares as well as shares tied to the exercise/plan.
• The reported derivative disposition at $0 is commonly used for net settlement, share delivery to satisfy taxes, or plan-related transfers (see plan report referenced in F2).
• This is routine insider activity (exercise + subsequent sale) and was reported within the required filing window.